0001144204-11-047510.txt : 20110815 0001144204-11-047510.hdr.sgml : 20110815 20110815172837 ACCESSION NUMBER: 0001144204-11-047510 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20110815 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20110815 DATE AS OF CHANGE: 20110815 FILER: COMPANY DATA: COMPANY CONFORMED NAME: AMERICAN SPECTRUM REALTY INC CENTRAL INDEX KEY: 0001121783 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 522258674 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-16785 FILM NUMBER: 111038014 BUSINESS ADDRESS: STREET 1: 5850 SAN FELIPE STREET 2: SUITE 450 CITY: HOUSTON STATE: TX ZIP: 77057 BUSINESS PHONE: 713-706-6200 MAIL ADDRESS: STREET 1: 5850 SAN FELIPE STREET 2: SUITE 450 CITY: HOUSTON STATE: TX ZIP: 77057 8-K 1 v232154_8k.htm FORM 8-K Unassociated Document
 
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
 
Washington, D.C.  20549
 
FORM 8-K
 
CURRENT REPORT
 
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
 
August 15, 2011
 
Date of Report (Date of earliest event reported)
 
American Spectrum Realty, Inc. 

(Exact name of registrant as specified in its charter)
 
Maryland
001-16785
52-2258674
(State or Other
Jurisdiction of
incorporation)
(Commission
File Number)
(I.R.S. Employer
Identification
No.)


2401 Fountain View, Suite 510, Houston, Texas 77057
(Address of principal executive offices)                (Zip Code)
 
(713) 706-6200
(Registrant’s telephone number, including area code)

 

 (Former name or former address, if changed since last report)
 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instructions A.2. below):
 
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR  240.14d-2(b))
 
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
 
 

 
 
Item 2.02 Results of Operations and Financial Condition.
 
On August 15, 2011, American Spectrum Realty, Inc. issued a press release, a copy of which is attached hereto as Exhibit 99.1.
 
Item 9.01 Financial Statements and Exhibits.
 
(c) Exhibits.
 
Exhibit
Description
 
99.1 
Press Release dated August 15, 2011
 
 
 

 
 
SIGNATURES
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
AMERICAN SPECTRUM REALTY, INC.
 
   
   
By:
 
/s/ William J. Carden
 
  Name:  
William J. Carden
 
  Title:
Chairman of the Board, President and Chief Executive Officer
 
 
Date:   August 15, 2011
 
 
 

 
EX-99.1 2 v232154_ex99-1.htm EXHIBIT 99.1 Unassociated Document
 
      Exhibit 99.1

AMERICAN SPECTRUM REALTY, INC.
William J. Carden, Chairman, President and CEO
713-706-6200
FOR IMMEDIATE RELEASE


AMERICAN SPECTRUM REALTY REPORTS NET INCOME OF $9.4 MILLION FOR
SECOND QUARTER

Houston, TX, August 15, 2011 American Spectrum Realty, Inc. (AMEX: AQQ) (“the Company”), a real estate investment, management and leasing company headquartered in Houston, Texas, announced today its results for the quarter ended June 30, 2011.

Net income attributable to common stockholders for the three months ended June 30, 2011 was $9.4 million, or $3.18 per share, compared to a net loss attributable to common stockholders for the three months ended June 30, 2010 of $2.2 million, or $0.74 per share (restated from $0.70 per share).  The net income for the quarter ended June 30, 2011 included income from discontinued operations of $17.5 million.

Third party management and leasing revenue increased by approximately $0.3 million for the three months ended June 30, 2011 when compared to the three months ended June 30, 2010.  The increase was due to an increase in third party management and leasing revenues attributable to the Company’s third party management and leasing contracts.

The Company recorded income from discontinued operations of $17.5 million for the second quarter of 2011 compared to a loss of $0.5 million for the second quarter of 2010.  The income from discontinued operations for the second quarter of 2011 was attributable to the sale of 7700 Irvine Center.

Rental revenue for the period increased by $10.6 million, or 154%, in comparison to the prior period. The increase in rental revenue was primarily due to the consolidation of variable interest entities (“VIE”), which resulted in additional rental revenues of approximately $11.1 million.  Rental revenue for owned by the company other than through VIES properties decreased by $0.5 million.  This decrease was attributable to a decrease in rental revenue for properties owned for the full three months ended June 30, 2011 and June 30, 2010 of approximately $0.9 million.  This decrease was primarily due to a decrease in occupancy.  The weighted average occupancy of owned properties decreased from 82% at June 30, 2010 to 75% at June 30, 2011.  The properties owned in Houston had a weighted average occupancy of 81% at June 30, 2011.  The decrease in rental revenue was partially offset by the acquisition of two properties in the second quarter of 2010, which accounted for an increase in rental revenue of $0.4 million.

The Company also recognized other income of $4.8 million during the three months ended June 30, 2011, primarily due to a $4.2 million gain on litigation settlement.

The Company’s Funds From Operations (FFO), a widely accepted supplemental measure of REIT performance established by the National Association of Real Estate Investment Trusts, was $4.0 million for the six months ended June 30, 2011 compared to $0.1 million for the six months ended June 30, 2010.  The Company’s business is the ownership, operation and management of real estate. It believes that FFO is helpful to investors when measuring operating performance because it excludes various items that are considered in the determination of net income or loss that do not relate to or are not indicative of operating performance, such as gains or losses from sales of operating properties and depreciation and amortization, which can make periodic and peer analyses of operating performance more difficult.  The following table reflects the reconciliation of FFO to net income (loss) attributable to the Company, the most directly comparable Generally Accepted Accounting Principles measure, for the six months ended June 30, 2011 and June 30, 2010 (in thousands):
 
 
 

 

   
Six Months June 30,
 
   
2011
   
2010
 
Net income (loss) attributable to the Company
  $ 7,394     $ (1,756 )
Depreciation and amortization from discontinued operations
    712       1,636  
Gain on sale of discontinued operations attributable to the Company
    (15,444 )     (4,315 )
Impairment expense
    150       -  
Deferred income tax expense (benefit)
    5,021       (1,430 )
Depreciation and amortization attributable to the Company’s owned properties
    6,157       5,999  
FFO
  $ 3,990     $ 134  

The increase in FFO for the six months ended June 30, 2011 in comparison to the six months ended June 30, 2010 was primarily due to the gain recognized on litigation settlement.

American Spectrum Realty, Inc. is a real estate investment company that owns, through an operating partnership, 30 office, industrial and retail properties aggregating approximately 2.8 million square feet in California, Texas, Arizona and the Midwest, and has been publicly traded since 2001.  American Spectrum Realty Management, LLC, a wholly-owned subsidiary of the Company’s operating partnership, manages and leases all properties owned by American Spectrum Realty, Inc.  For more information, visit www. americanspectrum.com or call 888-315-ASRM.

Certain matters discussed in this release are forward-looking statements that are subject to risks and uncertainties that could cause actual results to differ materially from those projected, including the risks and uncertainties of acquiring, owning, operating and disposing of real estate.  Such risks and uncertainties are disclosed in the Company’s past and current filings with the U.S. Securities and Exchange Commission.

- Financial Tables Follow –
 
 
 

 
 
AMERICAN SPECTRUM REALTY, INC.
 CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS
(Dollars in thousands, except for share and per share amounts)
(Unaudited)

   
Three Months Ended
June 30,
   
Six Months Ended
June 30,
 
   
2011
   
2010
   
2011
   
2010
 
         
(Restated)
         
(Restated)
 
REVENUES:                                
Rental revenue
  $ 17,481     $ 6,894     $ 35,222     $ 13,432  
Third party management and leasing revenue
    1,478       1,202       2,514       2,166  
Interest income
    60       13       199       77  
Total revenues
    19,019       8,109       37,935       15,675  
                                 
EXPENSES:
                               
Property operating expense
    7,043       3,426       13,601       6,579  
Corporate general and administrative
    2,424       2,516       4,941       4,138  
Depreciation and amortization
    7,726       3,278       15,238       6,208  
Interest expense
    7,709       3,017       15,759       5,748  
Impairment of real estate assets
    -       -       150       -  
Total expenses
    24,902       12,237       49,689       22,673  
                                 
OTHER INCOME:
                               
Gain on litigation settlement
    4,174       -       4,174       -  
Other income
    623       -       623       -  
    Total other income
    4,797       -       4,797       -  
                                 
Loss from continuing operations before deferred income tax
     (1,086 )     (4,128 )     (6,957 )     (6,998 )
                                 
Deferred income tax (expense)/benefit
    (66 )     1,574       873       2,658  
 
                               
Loss from continuing operations
    (1,152 )     (2,554 )     (6,084 )     (4,340 )
                                 
Discontinued operations:
                               
   Loss from operations
    (70 )     (804 )     (857 )     (957 )
   Gain on sale of discontinued operations
    23,631       -       23,631       4,315  
   Income tax (expense)/benefit
    (6,082 )     293       (5,894 )     (1,229 )
Income/(loss) from discontinued operations
    17,479       (511 )     16,880       2,129  
                                 
   Net (loss)/income, including non-controlling interests
  $ 16,327     $ (3,065 )   $ 10,796     $ (2,211 )
                                 
   Plus: Net (income)/loss attributable to non-controlling interests
    (6,894 )     889       (3,402 )     455  
                                 
        Net income/(loss) attributable to American Spectrum Realty, Inc.
    9,433       (2,176 )     7,394       (1,756 )
                                 
        Less:  Preferred stock dividend
    (60 )     (60 )     (120 )     (120 )
                                 
        Net income/(loss) attributable to American Spectrum Realty, Inc.
            common stockholders
  $ 9,373     $ (2,236 )   $ 7,274     $ (1,876 )
                                 
Basic and diluted per share data:
                               
 Income/(loss) from continuing operations attributable to
   American Spectrum Realty, Inc. common stockholders
  $ 0.05     $ (0.66 )   $ (0.53 )   $ (1.17 )
 Income/(loss) from discontinued operations attributable to
   American Spectrum Realty, Inc.
    3.13       (0.08 )     3.03       0.58  
 Net income/(loss) attributable to American Spectrum Realty, Inc.
   common stockholders
  $ 3.18     $ (0.74 )   $ 2.50     $ (0.59 )
                                 
Basic and diluted weighted average shares used
    2,964,001       2,930,461       2,962,647       2,892,329  
                                 
Amounts attributable to American Spectrum Realty, Inc. common
    stockholders:
                               
Income (loss) from continuing operations
  $ 81     $ (2,176 )   $ (1,692 )   $ (3,767 )
Income from discontinuing operations
  $ 9,292     $ (60 )   $ 8,966     $ 1,891  
Net income/(loss)
  $ 9,373     $ (2,236 )   $ 7,274     $ (1,876 )